This web page answers the questions most frequently asked by our shareholders. If you have other questions
or would like additional information, please contact our transfer agent, EquiServe, or our
Shareholder Relations Department.
Stock certificates are valuable because they are evidence of your ownership of shares in the corporation. They should be kept in a safe place, such as a safe-deposit box at your bank, where they cannot be lost, stolen or destroyed. You should also keep a record for tax purposes of when your shares were acquired, the cost or market value at which they were purchased or otherwise acquired, and the number of each certificate.
You may request a transcript of your certificate share history through the Internet at http://gateway.equiserve.com.
Although stock certificates can be replaced, the process is time-consuming and costly. If a certificate is lost, stolen, or destroyed, promptly notify EquiServe. Give your certificate number, number of shares of stock, date of issue, and name on certificate. A "stop transfer" will then be placed against the certificate to prevent an unauthorized transfer of the shares. EquiServe will send you the necessary paperwork and further processing instructions. Certificate replacement requires payment of the premium necessary to secure insurance, which is calculated based on a percentage of the market value of the shares represented by the certificate at the time of replacement plus a fee charged by EquiServe. The typical certificate replacement procedure takes six to eight weeks.
Your stock certificates can be registered in your name with stock certificates issued to you, or registered and held for you in your broker's nominee.
If your shares are registered in your name, quarterly dividends will be sent directly to you, unless you participate in the Dividend Reinvestment Plan. Please examine your stock certificates carefully to verify the spelling of your name. If any part of the registration is incorrect, you should notify EquiServe or your broker so corrected certificates can be issued.
If your stock certificates are registered in your broker's nominee, your name will not appear on our shareholder records. Thus, your dividends and all other shareholder information, including proxy materials and annual reports, will be sent to your broker, who will be responsible for forwarding them to you.
Changes of address should be reported immediately in order to ensure prompt receipt of dividend checks and shareholder communications.
You may use your dividend check to inform EquiServe of a new address. Print your new address in the space provided on the
check stub and mail it to EquiServe. You also may contact EquiServe directly. If you are a participant in the Dividend
Reinvestment Plan, you may notify EquiServe of your new address by completing and mailing the upper portion of your quarterly statement.
Most purchases or sales of stock are accomplished through registered stockbrokers. In most cases, stock cannot be purchased directly
from Brown Shoe nor will the corporation buy your stock (federal regulations make it impractical to do so).
Shares of the corporation's common stock are publicly held and may be purchased or sold on the open market. Brown Shoe common stock is traded on the New York and Chicago Stock Exchanges. It can be identified by the ticker symbol "BWS."
Information on trading in Brown Shoe stock also is listed alphabetically in the financial tables of major daily newspapers that publish New York Stock Exchange quotations. In these tables, the common stock is often abbreviated "BrwnShoe."
The share price of the common stock is, of course, subject to market conditions.
The sale of stock requires a transfer of ownership, as does the gift of stock, the death of an individual holder or
co-owner, changes in co-ownership, or when a minor for whom stock is held by a custodian reaches legal age. Also, you
may want to reregister your stock certificates if you change your name.
No single transfer procedure covers all possible circumstances. Some situations require that supporting documents accompany the certificate to be transferred, while others require only that the signature of the shareholder authorizing the transfer be guaranteed. There are several printable forms available on the Internet at http://www.equiserve.com.
The corporation does not act as stock transfer agent. Transfer can be accomplished through EquiServe or your stockbroker. They will determine the correct procedure for your circumstances.
Brown Shoe's Board of Directors has the discretion to declare dividends. While the company has paid a dividend for more than 300 consecutive quarters, shareholders are advised that there is no assurance that the Board of Directors will continue to believe that the payment of dividends are in the best interests of the company and our sharehoulders. Dividends have typically been paid in January, April, July and October.
To receive a dividend, you must be a holder of stock on the record date, which is at least 10 days prior to the payment date.
Cashing Dividend Checks
When dividend checks are not cashed within a reasonable time, the corporation's dividend disbursing agent must monitor them for possible address changes or other mailing problems. Cashing your check promptly will reduce this administrative cost and avoid the necessity of replacing the check if it is not presented for payment within a reasonable time. Every state has its own law defining the length of time a dividend check can remain uncashed before it becomes the state's property.
Replacement of Dividend Checks
If you do not receive your dividend check or if the one you have received is lost or destroyed, please contact EquiServe. A stop-payment order will be placed against the check. A replacement check will be issued as soon as possible.
By choosing Direct Deposit of your dividends, you eliminate the inconvenience and potential delay of having to deposit your check at your bank. The dividends are automatically deposited in a checking or savings account of your choice, at no cost to you. Your dividends are deposited on the quarterly dividend payment dates. You receive notification by mail that the deposit has been made. For more information, contact EquiServe or go to the Internet at http://www.equiserve.com.
Dividend Reinvestment Plan
Shareholders may participate in the Brown Shoe Dividend Reinvestment Plan. This plan offers holders of Brown Shoe common stock an opportunity to purchase additional shares through automatic dividend reinvestment and/or voluntary cash investments. No service or brokerage fees are charges. For more information, contact EquiServe or go to their web site at http://www.equiserve.com.
Dividends paid on your Brown Shoe stock are taxable as ordinary income. Brown Shoe is required to file a Form 1099 with the Internal Revenue Service at the end of the calendar year for each shareholder of record receiving dividends during the year. A copy of Form 1099 also is mailed to each shareholder. If you do not receive a copy of your Form 1099, contact EquiServe or go to the Internet at http://wwww.equiserve.com.
Social Security/Taxpayer Identification Number
The Internal Revenue service requires shareholders to furnish and certify an identification number to every company in which he or she owns shares. Your Social Security number serves this purpose. Under the Interest and Dividend Tax Compliance Act of 1983, dividends paid to you as a shareholder of Brown Shoe are subject to 20% withholding if your certified taxpayer identification number is not on file with EquiServe. You may also incur a $50 penalty from the Internal Revenue Service.
If your number is not shown on your dividend check or statement of dividend income, or if the number shown is incorrect, notify EquiServe of the correct number and the required W-9 Form will be sent to you for completion. A printable form is also available on the Internet at http://www.equiserve.com.
Your Brown Shoe shareholder information can be accessed through the Internet at http://www.equiserve.com.
This will enable you on-line access to your account balance, current market value of the shares you own, account
activity, dividend information and historical market price information. When accessing your account information
through the Internet, you will need to enter the required security access information to gain access to your account.
Our Annual Meeting of Shareholders is held each spring at a place determined by the Board of Directors. All shareholders
entitled to vote at the meeting are sent proxy solicitation materials (Notice of Meeting, Proxy Statement and Proxy Form) prior to the meeting,
usually in late April. These materials state the date, time and place of the meeting and describe any items of business to be voted
at the beginning of the meeting.
Please read the proxy materials carefully and sign, date and return your proxy form so that your shares can be represented at the meetings if you cannot attend. You can vote your shares electronically through the Internet or by telephone. This eliminates the need to return the Proxy form and reduces the cost to the company. In addition, you can access Brown Shoe's Annual Report and Proxy Statement through the Internet. Accessing this information through the Internet is convenient and reduces printing and mailing costs.
To take advantage of this opportunity, simply log onto the sign-up web site at http://www.econsent.com/bws and complete the on-line consent form. When you log onto the sign-up web site, please make sure you enter the required security information. The sign-up process takes only a few minutes.
Reports to Record and Beneficial Holders
Brown Shoe mails reports only to shareholders of record. If your stock is being held beneficially for you by a broker, bank or nominee, the Annual Report and the Proxy Statement are distributed to you by the record holder. The corporation pays for this distribution of material to you.
The Annual Report is mailed after the close of our fiscal year. It is a comprehensive review of our operations during the previous year, including financial statements certified by independent public accounts. The Annual Report is also available on the Internet at http://www.corporate-ir.net
Form 10-Q, filed with the Securities and Exchange Commission every quarter, is available upon written request to the Shareholder Relations Department of the corporation. It is also available on the Internet at http://www.corporate-ir.net.
Form 10-K, filed with the Securities and Exchange Commission every fiscal year-end, is available upon written request to the Shareholder Relations Department of the corporation. It is also available on the Internet at http://www.corporate-ir.net.
Duplicate mailings are costly to Brown Shoe and a nuisance to our shareholders. Duplicate mailings may occur if two or more people in your home own stock in the corporation or one shareholder has more than one account due to different registrations.
If two or more shareholders live at the same address, they can direct EquiServe to eliminate mailings for all but one account. These instructions will not affect mailings of dividends or Annual Meeting materials and will remain in effect until rescinded by you.
If you have more than one account and wish to consolidate them, notify EquiServe. The agent will advise you of the necessary procedures to consolidate your accounts.
If you have any questions concerning Brown Shoe or your investment in the corporation,
we will be pleased to assist you.
Shareholder Relations Department
Brown Shoe Company, Inc.
8300 Maryland Avenue
St. Louis, Missouri 63105-3693
Post Office Box 29
St. Louis, Missouri 63166-0029
Telephone: (314) 854-4000
Fax: (314) 854-4274
By E-mail: Shareholder Relations Department
Internet Address: http://www.brownshoe.com
PO Box 43069
Providence, RI 02940-3069
Tel: (201) 324-0498 or (800) 446-2617
Contact EquiServe First in Most Cases
EquiServe is the Transfer Agent/Registrar/ Dividend Disbursing Agent for Brown Shoe. Contact EquiServe when you have specific questions about dividend disbursements, stock transfer or tax reporting, or when you are giving notice of a change of address, loss of a stock certificate, or nonreceipt or loss of a dividend check.
Communications about the corporation's Dividend Reinvestment Plan also should be directed to EquiServe, listed above.
To facilitate a quick reply, please include your name, address, account number, taxpayer identification number and a reference to Brown Shoe on all correspondence.
Copyright © 2013 Brown Shoe Company, Inc.